General Meeting No 42/1 27 November 2012 Coopers Hill Room 5 at 12:30 pm Present: Mr Bob Pennell Chair, Mr Allan Emmett Vice-chair, Cllr Cliff Thompson Trustee, Mrs Tracey Hedgecox CO, Cllr Mrs Adrienne Jones, Cllr Mrs Roberta Kaye, Mrs Janet Thomas Attending: Mrs Jacqui Brown (BARA), Mr Andy Kimber & Cllr Mr Chris Turrell (BFC), Mrs Jayne Streak & Mrs Joyce Sargood (Open Learning), Ms Jennie Slevin (B F Standard) Apologies: Ms Chris Cowap, Mrs Clair Harris 1 Minutes and matters arising The minutes of General Meeting 29 May were adopted. Minutes of AGM 18 July were noted. These are published under About us on the Age Concern Bracknell website. There were no matters arising. 2 Financial situation Bob reported that the charity is fully staffed and is on budget for the year end. It has a dedicated fund for minibus replacement and a general reserve sufficient for 4 months continuation in the event of financial difficulties, plus the contribution from Mayor s charity 2011-12. Each month, the CO updates the internal bookkeeping system that automatically reconciles departments with the bank account and calculates year end forecast. 3 CO report: progress and issues Tracey presented her notes, which are in a linked document on the website. The charity has been very active since the AGM. The office phone is manned 20 hours per week and always busy. Compliance with increasingly complex regulations is a priority eclipsed only by calls about CARE Day, December 3 rd. [These priorities have held back resumption of coach trips with proper attention to H&S risks.] We are now a friend of Age UK Berkshire and shared their stand at the Ascot Retirement Fair. The Day Centre is being very well supported including: several personal donations, a tea party provided by United Biscuits, a giving tree provided by John Lewis, games equipment provided by Fit as a Fiddle, office decorations provided by volunteers from Dell, and new Singing with Jane skills inspired by Alzheimers Society.. The issue over the recent opening of an Age Concern Slough shop in Wildridings had been misreported. The complaint expressed by residents, volunteers and staff was that this took charitable funding out of the Borough on false pretences of local service. A Fire risk assessment had been completed and new policies were in place. All grant applications were up to date including new awards from Big Lottery and Age UK. There is an issue that East Berks PCT have said the toenail cutting grant can be continued only if we register with CQC. However, they are still considering Bob s second appeal that this is nonviable and not required by regulations. Adrienne asked if a Link Community Chest bid had been submitted. Bob confirmed it had and Andy reported that it was being considered. General Meeting 27/11/2012 Page 1 of 7
4 Incorporation and constitution changes Bob introduced his proposals Appendix A which had been distributed by email with the calling notice on November 8th ( ConstitutionProposals_Nov12.pdf ) and published on the website. Each proposal was carried by agreement of six of the seven members present. Mrs Thomas abstained because she had not studied the proposals. Proposal 1 was seconded by Cliff Thompson and was carried Proposal 2 was seconded by Allan Emmett and was carried Proposal 3 was seconded by Roberta Kaye and was carried Proposal 4 was seconded by Allan Emmett. Roberta asked if meetings with remote attendees would be fully recorded. Bob explained that the person was treated as being present and all trustee duties and regulations for meetings still applied, including proper minutes. The proposal was carried. 5 Strategy presentation and discussion, including internet project Bob gave a slide presentation on the strategic approach to take on new initiatives - including a first project being to accelerate the benefits of over 65s going online. Interestingly, local government phone contacts cost just under 3 on average which accords with our experience for CARE Day. The slides are in a linked document on the website. The presentation was followed by a lively group discussion of use of the internet. The observations made are recorded in appendix B (contributors are not named). The members felt that the strategy was well thought out and that Age Concern should pursue this project. The constitution changes enable the project to be led by a sub-committee. 6 AOB Bob would nominate dates and times for meetings at four monthly intervals. These shall be tentative subject to members feedback and any impact of the incorporation process. Meeting ended at 14:10 - - - - - Subject to members wishes, it is proposed to hold the next meetings starting at 12:30 on Wednesdays, on: February 27th May 22nd August 21st November 20th General Meeting 27/11/2012 Page 2 of 7
Appendix A - Incorporation as a CIO and interim changes The Charitable Incorporated Organisation (CIO) is the new form of charity introduced by the Charities Act 2006 and General Regulations 2011. CIOs do not have to register with Companies House. The Charity Commission plans that unincorporated organisations like us can register as CIOs from next May [Ken Dibble address to Law Society]. As a CIO, we would have greater legal protection and would have to comply with more regulations. Technically, the charity would be succeeded by a new legal entity with a new constitution based on a model specified by the Charity Commission. The appropriate model for this charity is the association model in which membership is open and members appoint the trustees. The model constitution ensures compliance, reflects established best practice and supports modern methods of working. Proposal 1: That the charity pursues the CIO association form of incorporation at the earliest opportunity. Some principles of the new constitution could be adopted a.s.a.p. to benefit management of the current charity. These are summarised below and proposed text follows. Proposal 2: That the constitution is amended with immediate effect to simplify rules for appointment of trustees. Reason: The CIO rules simply specify a minimum and maximum number of trustees. They are appointed by the members or by the trustees and the constitution does not define roles for honorary officers. This reinforces the fact that trustees have equal responsibility, allows them to choose their most fitting roles including who chairs meetings, and thereby enables them to continue to function fully when any trustee is indisposed. Text of proposed change: Delete clause 6. [regarding appointment of honorary officers] Replace Clause 7 sub-clauses (a) to (d) with the following text taken from the CIO model: 7 Charity Trustees a) The charity trustees shall manage the affairs of the Charity and may for that purpose exercise all of the powers of the Charity. The charity trustees collectively comprise the Executive Committee. b) There must be at least three charity trustees. If the number falls below this minimum, the remaining trustee or trustees may act only to call a meeting of the charity trustees, or appoint a new charity trustee. c) The maximum number of charity trustees is 10. The charity trustees may not appoint any charity trustee if as a result the number of charity trustees would exceed the maximum. General Meeting 27/11/2012 Page 3 of 7
d) The charity trustees may appoint one of their number to chair their meetings and may at any time revoke such appointment. If no-one has been so appointed or the person appointed is unwilling to preside or is not present within 10 minutes after the start time of the meeting, the charity trustees present may appoint one of their number to chair the meeting. Delete clause 7(i) Proposal 3: That the constitution is amended with immediate effect to provide more flexibility for sub-committees. Reason: This would enable us to engage skilled people who might not otherwise be ready to take on full trustee responsibility, and it would provide for better support of the CEO role. Currently there is no practical benefit in setting up subcommittees because the majority of participants must be trustees. The CIO model is more practical because only one trustee has to be included in any sub-committee. Text of proposed change: Replace clause 9 with the following text taken from the CIO model: 9 Committees The charity trustees may delegate any of their powers or functions to a committee or committees, and, if they do they must determine the terms and conditions on which the delegation is made. The charity trustees may at any time alter those terms and conditions or revoke the delegation. This is subject to the following requirements: a) a committee may consist of two or more persons, but at least one member of each committee must be a charity trustee; b) the acts and proceedings of any committee must be brought to the attention of the charity trustees as a whole as soon as is reasonably practicable; and c) the charity trustees shall from time to time review the arrangements which they have made for the delegation of their powers. General Meeting 27/11/2012 Page 4 of 7
Proposal 4: That the constitution is amended with immediate effect to enable remote attendance at trustee meetings including telephone conferencing. Reason: This can provide for more rapid resolution of issues. By default trustee decisions must be made in face-to-face meetings. Electronic means of participation are also allowed by the CIO constitution. Charity regulations allow meetings to be held by telephone conference if specifically allowed by the charity's governing document. Text of proposed change: Insert under clause 7 the following new sub-clause taken from the CIO model: d) (i) A meeting may be held by suitable electronic means agreed by the charity trustees in which each participant may communicate with all the other participants. (i) Any charity trustee participating at a meeting by suitable electronic means agreed by the charity trustees in which a participant or participants may communicate with all the other participants shall qualify as being present at the meeting. Meetings held by electronic means must comply with rules for meetings, including chairing and the taking of minutes. General Meeting 27/11/2012 Page 5 of 7
Appendix B perceptions from discussion of internet usage These observations were made at the meeting and do not necessarily reflect the opinion of the charity. They have subsequently been grouped under appropriate topic headings. If nothing is done Some older people will not [easily] be persuaded to use the internet. On a straw poll, 80% of BARA member s do not use the internet The proportion of over 65s using the internet will naturally increase as people [at work] get older. Unless there is active encouragement very large numbers of old people will be excluded for at least ten years. Bracknell is the most connected borough in the UK. [According to ONS data, Berkshire comes 6 th out of 124 regions; having been overtaken by Aberdeen, Torbay and Derby during the last 12 months. In 37 of the regions internet use by adults has decreased.] Pressure for people to use the internet As more services go digital, older people may recognise the necessity to be online. The universal credit scheme for October 2013 includes a requirement to apply for benefits online. If government would save so much money by people using the internet they should provide free access using fast broadband. There is a risk for digital by default developments to downgrade other means of access, which is not in the spirit of the government strategy to not exclude those who cannot use the services. Gov.uk gives the impression that job seekers must register online. Sainsbury were recruiting exclusively online. ACBF should campaign on issues disadvantaging non-users of the internet. Examples of older people getting more involved First time on computer has been running for 10 years and is the busiest course at the Early Learning Centre. It is mainly about use not acquisition and set-up. Older people start to use the internet often when they identify one particular thing they want to use it for. Something or other sparks their interest. Once they are online they start to discover other benefits. Once they get online they have more choice for the future. Getting a computer at home was a big step, but it would have been embarrassing to make much use of a PC in the rather small local library. A man had started using a few basics but not used email. Then he had health issues and was keen to email all of his friends. A lady in her late 70s started using the internet to explore Australia prior to a holiday, bought her computer nine months later and never looked back. Digital photography is now a hobby. One lady vowed she would never buy anything online but then became ill and really appreciated home delivery from supermarkets. General Meeting 27/11/2012 Page 6 of 7
A man in his 80s wanted to browse websites so he could continue to get information from the magic circle. He went on to watch and listen to u-tube postings. What would help / barriers to be overcome A short film would be an effective tool for showing the benefits of using the internet. It might help if the internet basics course said more about getting equipped for home use. Some older people do have a computer at home but the internet and email seems anti-social. On the other hand, some regular internet users still maintain an active social life. People are influenced by their own peer group. Older people can explain benefits and encourage those of a similar age to get online although they may find most friends are not really interested. Public access does need someone on hand for advice and encouragement. There is a technical opportunity to provide this at the Day Centre toenails reception. It requires a lot of persistence to use digital facilities because it is difficult to learn and very time consuming. The internet is changing rapidly and new devices may make it a lot easier. It would help if buttons and text were larger and clearer. Possibly the new tablets make this easier The same is true of websites. Some are not well enough designed for older people to find what they are looking for. Using the internet involves a change of mind set not just equipment and know-how. The very speed of development can put people off [becoming new users] because they don t know if they are making sensible choices. If people get online to any extent while they are still fit enough, it gives them more choice for the future [this might be an incentive] What the council needs to do is to improve how information is organised and made available. General Meeting 27/11/2012 Page 7 of 7